SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________________
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________to_______
Commission file number 1-9848
CARETENDERS HEALTH CORP.
(Exact name of registrant as specified in its charter)
Delaware 06-1153720
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
100 Mallard Creek Road, Suite 400 40207
(Address of principal executive offices) (Zip Code)
(502) 899-5355
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities and Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class of Common Stock $.10 par value
Shares outstanding at June 30, 1997 - 3,129,413
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
FORM 10-Q
INDEX
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets as of June 30, 1997
and March 31, 1997 3
Consolidated Statements of Income for the Three
Months ended June 30, 1997 and 1996 4
Consolidated Statements of Cash Flows for the Three
Months ended June 30, 1997 and 1996 5
Notes to Interim Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7 - 10
Part II. Other Information
Items 1 through 6 11
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED BALANCE SHEETS
<TABLE>
ASSETS
June 30, March 31,
1997 1997
(UNAUDITED)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 751,117 $ 1,014,604
Accounts receivable - net of allowance for
uncollectible accounts of approximately $3,289,000
and $3,153,000 19,811,492 20,436,964
Prepaid expenses and other current assets 1,865,592 1,765,168
Deferred tax assets 1,646,990 1,646,990
---------- ----------
TOTAL CURRENT ASSETS 24,075,191 24,863,726
PROPERTY AND EQUIPMENT - net 5,816,773 4,959,217
COST IN EXCESS OF NET ASSETS ACQUIRED - net of
accumulated amortization of approximately $1,484,000
and $1,430,000 7,668,824 7,723,263
OTHER ASSETS 1,288,977 1,198,367
----------- -----------
$38,849,765 $38,744,573
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade 3,030,225 3,334,671
Accrued expenses 4,081,119 3,696,350
Current portion of long-term debt and capital leases 301,099 261,716
Other current liabilities 100,000 100,000
---------- ----------
TOTAL CURRENT LIABILITIES 7,512,443 7,392,737
LONG-TERM LIABILITIES
Revolving Credit Facility 9,515,467 9,754,640
Term debt and capital lease obligations 119,252 145,308
Other liabilities 746,762 788,616
---------- ----------
TOTAL LONG-TERM LIABILITIES 10,381,481 10,688,564
TOTAL LIABILITIES 17,893,924 18,081,301
Commitments and Contingencies (Note 2)
Stockholders' equity:
Common stock, par value $.10; authorized 10,000,000
shares; 3,129,436 issued and outstanding 312,944 312,944
Treasury stock, at cost, 10,000 shares (95,975) (95,975)
Additional paid-in capital 25,337,876 25,337,876
Accumulated deficit (4,599,040) (4,891,573)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 20,955,841 20,663,272
----------- -----------
$38,849,765 $38,744,573
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.
</FN>
</TABLE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
Three Months Ended
June 30, 1997 June 30, 1996
<S> <C> <C>
Net revenues $21,521,250 $17,639,474
Costs of sales and services 17,078,144 13,940,461
Selling, general and administrative expenses 2,478,296 2,035,350
Depreciation and amortization expense 608,386 593,192
Provision for uncollectible accounts 619,633 503,328
Income before other income (expense) and income 736,791 567,143
taxes
Other income (expense):
Interest expense (238,801) (159,541)
Income before provision for income taxes 497,990 407,602
Provision for income taxes 205,421 39,000
---------- -----------
Net income $ 368,602 $ 292,569
========== ===========
PER SHARE:
Weighted average common and common equivalent shares
Outstanding for primary earnings per share 3,143,945 3,159,322
Net income per share $0.09 $0.12
<FN>
See accompanying notes to interim consolidated financial statements.
</FN>
</TABLE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
Three Months Ending
June 30, 1997 June 30,1996
<S> <C> <C>
Cash flows from operating activities:
Net income $ 292,569 $ 368,602
Adjustments to reconcile net income to net cash
provided
by operating activities:
Depreciation and amortization 608,386 593,192
Provision for uncollectible accounts 635,633 503,328
----------- ----------
1,536,588 1,465,122
Change in certain net current assets
(Increase) decrease in:
Accounts receivable (10,161) (680,777)
Prepaid expenses and other current assets (100,424) (43,401)
Increase (decrease) in:
Accounts payable and accrued liabilities 80,323 658,206
Other liabilities - (6,312)
----------- ----------
Net cash provided by operating activities 1,506,326 1,392,838
Cash flows from investing activities:
Capital expenditures (1,307,535) (590,123)
Other (149,236) (292,316)
----------- ----------
Net cash used in investing activities (1,502,113) (882,439)
Cash flows from financing activities:
Principal payments on long-term debt 13,327 (14,060)
Net revolving credit facility borrowings (239,173) (1,171,436)
Other (41,854) (40,500)
----------- ----------
Net cash (used in) provided by financing (267,700) (1,225,996)
activities ----------- ----------
Net (decrease) increase in cash (263,487) (715,597)
Cash and cash equivalents at beginning of period 1,014,604 1,561,041
----------- ----------
Cash and cash equivalents at end of period $ 751,117 $ 845,444
=========== ==========
<FN>
See accompanying notes to interim consolidated financial statements.
</FN>
</TABLE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying interim consolidated financial statements for the three
months ended June 30, 1997 and 1996 have been prepared pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been omitted pursuant to such rules and regulations.
Accordingly, the reader of this Form 10-Q may wish to refer to the Company's
Form 10-K for the year ended March 31, 1997 for further information. In the
opinion of management of the Company, the accompanying unaudited interim
financial statements reflect all adjustments (consisting only of normally
recurring accruals) necessary to present fairly the financial position at
June 30, 1997 and the results of operations and cash flows for the periods
ended June 30, 1997 and 1996.
The results of operations for the three months ended June 30, 1997 are not
necessarily indicative of the operating results for the year.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reported period. Actual
results could differ from those estimates.
2. COMMITMENTS AND CONTINGENCIES
Legal Proceedings
The Company is currently, and from time to time, subject to claims and suits
arising in the ordinary course of its business, including claims for damages
for personal injuries. In the opinion of management, the ultimate resolution
of any of these pending claims and legal proceedings will not have a material
effect on the Company's financial position or results of operations.
On January 26, 1994 Franklin Capital Associates, Aetna Casualty and Surety and
Aetna Life and Casualty, shareholders, who at one time held approximately
320,000 shares of the Company's common stock (approximately 13% of shares
outstanding) filed suit in Chancery Court of Williamson County, Tennessee
claiming unspecified damages not to exceed three million dollars in connection
with registration rights they received in the Company's acquisition of
National Health Industries in February 1991. The suit alleges the Company
failed to use its best efforts to register the shares held by the plaintiffs
as required by the merger agreement. The Company believes it has meritorious
defenses to the claims and does not expect that the ultimate outcome of the
suit will have a material impact on the Company's results of operation or
financial position. The Company plans to vigorously defend its position in
this case. No amounts have been recorded in the accompanying financial
statements related to this suit.
In January 1997, Aetna Life & Casualty withdrew its claim against the Company
without prejudice.
3. NET INCOME PER SHARE
Net income per common and common equivalent share is computed based on the
weighted average number of common shares and common equivalent shares
outstanding. Common equivalent shares result from dilutive stock options,
warrants, and convertible preferred stock.
In March 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard No. 128, Earnings Per Share (SFAS 128). The
standard modifies disclosure requirements for companies required to report
earnings per share (EPS) to include presentations of Basic EPS (which
includes no dilution of common stock equivalents) and, if applicable, Diluted
EPS (which reflects the potential dilution of common stock equivalents). The
pro forma Basic and Diluted EPS for the quarter ended June 30, 1997 and 1996
were as follows:
<TABLE>
1997 1996
<S> <C> <C>
Earnings per share:
Net Income
Basic $ 0.09 $ 0.12
Diluted $ 0.09 $ 0.12
Weighted average shares
outstanding:
Basic 3,119,436 3,119,436
Diluted 3,143,945 3,159,322
</TABLE>
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
OVERVIEW
Strategic Focus
- ---------------
The Company is positioning itself to take advantage of healthcare reform
activities by focusing its resources into its home and community based health
care business units which consist of adult day health services and home health
care (home health care includes nursing, infusion therapy and durable medical
equipment). These businesses are involved with the delivery of health care in
alternative settings which the Company believes are preferred by consumers and
operate at lower costs than hospitals and nursing homes. The trend toward
alternative site delivery of healthcare is increasing, as more payor
organizations are seeking to reduce the costs of medical care.
Today more than seven million senior Americans are in need of alternatives to
long-term nursing home confinement and this number is expanding rapidly. These
individuals desire to remain in their homes and out of nursing homes and
conserve their financial resources as long as possible. Caretenders SeniorCare
Solutions TM provides seniors in need with a lower-cost alternative to
institutional care helping them gain economic security access to health care,
mobility and independence without isolation.
Utilizing its strengths in home health care and adult day health services, the
Company is actively addressing the issue of senior care in America by its
comprehensive strategy _ Caretenders SeniorCare Solutions TM. Through care
management by a Registered Nurse (RN), Caretenders helps families identify
solutions for caring for loved ones who can no longer meet their own health and
personal care needs. Through the Company's Care Manager, families can learn
about long-term care options available for seniors and obtain assistance in
choosing from Caretenders' SeniorCare Day and Home Health Care Centers or, if
appropriate, other available community based resources.
The Company is currently engaged in an expansion strategy that began in late
1996 and will continue for the foreseeable future. During this expansion
period the Company expects to add up to 28 additional adult day health centers
and 15 home health care centers. Since the inception of the expansion
strategy, the Company has added 7 adult day health services and 12 home health
care centers.
<PAGE>
Earnings For the Quarter Ended June 30, 1997 Versus 1996
- --------------------------------------------------------
The Company experienced a 22% increase in pre-tax income despite investing
$430,199 in initial operating losses related to geographic expansion as
compared to $156,505 in 1996. The increase in pre-tax income was primarily a
result of a 15% increase in net revenues from recurring operations experienced
by the Company due to increased volume. Selling, General and Administrative
costs remained at 11.5% of revenues. Income tax expense for 1996 included a
non-recurring credit of approximately $134,000 or $0.05 per share related to a
reduction in a previously recorded valuation allowance for net deferred tax
assets. As a result of these factors, net income and earnings per share were
$.09 in 1997 as compared to $.12 for 1996.
The following table reflects the results of operations separated into on-going
or recurring operations on an as reported and comparably taxed basis:
<PAGE>
<TABLE>
<S> <C> <C> <C>
As Reported
- ----------- Quarter Ended
6/30/97 6/30/96 % Change
----------- ----------- ---------
Net Revenues
Recurring Operations $20,326,629 $17,601,465 15%
Start-up Operations 1,194,621 38,009 3043%
------------ ----------- ---------
Total $21,521,250 $17,639,474 22%
Pre-tax Income
Recurring Operations $ 928,189 $ 564,107 65%
Start-up Operations (430,199) (156,505) 175%
------------ ----------- ---------
Total $ 497,990 $ 407,602 22%
Net Income as Reported
Recurring Operations 566,322 510,132 11%
Start-up Operations (273,753) (141,530) 93%
------------ ----------- ---------
Total $ 292,569 $ 368,602 (21%)
Weighted Primary Shares 3,143,945 3,159,322 (0%)
Net Income Per Share as reported
Recurring Operations $ 0.18 $ 0.16 11%
Start-up Operations $ (0.09) $ (0.04) 94%
------------- ----------- ---------
Total $ 0.09 $ 0.12 (22%)
As Adjusted for a Comparable Tax Provision
- ------------------------------------------
Net Income as reported 292,569 368,602 (21%)
1996 Non-recurring credit to
tax expense (1) - (134,231) (100%)
------------ ----------- ---------
Net Income as adjusted 292,569 234,371 25%
Net Income as adjusted
Recurring Operations 566,322 324,362 75%
Start-up Operations (273,753) (89,990) 204%
------------ ----------- --------
Total $ 292,569 $ 234,371 25%
Net Income Per Share as adjusted
Recurring Operations $ 0.18 $ 0.10 75%
Start-up Operations $ (0.09) $ (0.03) 204%
------------ ----------- ---------
Total $ 0.09 $ 0.07 25%
<FN>
(1) Reduction of previously recorded valuation allowance related to net
deferred tax assets ($.05 per share)
</FN>
</TABLE>
<PAGE>
RESULTS OF OPERATIONS
<TABLE>
Caretenders Health Corp.
Operating Data
for the three months ended June 30,
1 9 9 7 1 9 9 6 Change
------------------- --------------------- --------------------
% of % of
Amount Revenues Amount Revenues Amount %
--------- -------- ----------- --------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Net Revenues
- ------------
Home Health Care 17,641,056 100.0% 4,277,187 100.0% 3,379,619 23.7%
Adult Day Health
Services 3,880,194 100.0% 3,362,287 100.0% 517,907 15.4%
---------- ---------- ----------
21,521,250 7,639,474 3,897,526 22.1%
Costs of Sales and Services
- ---------------------------
Home Health Care 13,787,752 78.2% 1,515,639 80.7% 2,269,988 19.7%
Adult Day Health
Services 3,290,392 84.8% 2,424,822 72.1% 865,570 35.7%
---------- ---------- ----------
17,078,144 79.4% 3,940,461 79.0% 3,135,558 22.5%
Center Contribution
- -------------------
Home Health Care 3,853,304 21.8% 2,761,548 19.3% 1,109,631 40.2%
Adult Day Health
Services 589,802 15.2% 937,465 27.9% (347,663) (37.1%)
---------- ---------- ---------
4,443,106 20.6% 3,699,013 21.0% 761,968 20.6%
Selling, General
& Administrative 2,478,296 11.5% 2,035,350 11.5% 442,946 24.0%
Depreciation and
Amortization 608,386 2.8% 593,192 3.4% 15,194 2.6%
Provision for
Uncollectible
Accounts 619,633 2.9% 503,328 2.9% 132,305 26.3%
Interest, Net 238,801 1.1% 159,541 0.9% 79,260 49.7%
--------- ---------- ---------
Income Before Taxes 497,990 2.3% 407,602 2.3% 90,388 22.2%
========= ========== =========
</TABLE>
<PAGE>
Home Health Care
Revenues. Net revenues increased approximately 24% primarily as a
result of increased volumes in nursing services, durable medical
equipment rentals and infusion therapies. Acquired operations
accounted for approximately $500,000 of the $3.3 million increase in
home health revenues while startup operations generated approximately
$895,000 of revenue growth. The balance of the increase in revenues
came from recurring operations revenue growth of 16%.
Costs of Sales and Services. Costs of sales and services as a
percent of net revenues decreased primarily due to revenue growth
partially offset by the effect of $73,000 of initial operating losses
related to geographic expansion.
Adult Day Health Services
Net Revenues. The 15% increase in adult day health services revenues
was a result of improved pricing and increased volumes in recurring
centers ($257,000 or 8% on same store revenues) and revenues
generated in startup centers ($260,000). Total days of service
provided increased 11.2% from 58,478 in 1996 to 65,061 in 1997. As
of June 30, 1997, the Company had 19 centers in operation versus 14
centers at June 30, 1996.
Costs of Sales and Services. As a percent of net revenues, cost of
sales and services increased due to the effect of new operations
which generated $430,000 of initial operating losses.
Selling, General and Administrative. The increase of $443,000 in these
expenses is due to: a) normal year-to year cost increases and variable
expenses associated with managing volume growth in existing operations
($250,000), and b) increased overhead expenses (primarily personnel and
travel) related to the Company's geographic expansion activities
($192,000).
Provision for Uncollectible Accounts. The provision for uncollectible
accounts for the quarters ended June 30, 1997 and 1996 was recorded at
approximately 3% of net revenues based on management's evaluation of
collectibility.
Depreciation and Amortization. The increase results primarily from
capital additions.
Interest. The increase in Interest is primarily the result of higher
average outstanding debt levels and a 0.5% increase in the interest rate
on the revolving credit facility due to an increase in the prime rate.
Liquidity and Capital Resources
- -------------------------------
Revolving Credit Facility
The Company has a $12 million revolving credit facility with the Healthcare
Financial Services Division of Heller Financial, Inc. Interest accrues on
amounts drawn under the facility at a rate of 1 percent over prime.
Availability is determined pursuant to a formula principally consisting of a
percentage of accounts receivable subject to certain exclusions. At June
30, 1997, the Company has total cash and unused borrowings of approximately
$3.5 million available for working capital and development. The facility
will remain in effect until October 13, 1998 and for annual one year terms
thereafter unless either party to the credit agreement provides the other
with a written notice of termination 60 days prior to the renewal date.
This facility should provide working capital resources sufficient to support
operations for the next year. Management will continuously pursue additional
capital including possible debt and equity investments in the Company to
support a more rapid development of the business than would be possible with
internal funds.
<PAGE>
Cash Flows
- ----------
Key elements to the Consolidated Statements of Cash Flows were (in
thousands):
<TABLE>
Net Change in Cash and Cash 1997 1997
Equivalents ------------- --------------
<S> <C> <C>
Provided by (used in)
Operating activities $ 1,506 $ 1,352
Investing activities (1,502) (882)
Financing activities (268) (1,185)
------------- --------------
Net Change in Cash and Cash $ (263) $ (715)
Equivalents ============= =============
</TABLE>
Net cash provided by operating activities of approximately $1.5 million
resulted principally from current period earnings net of non-cash expenses
such as depreciation and bad debt provision. Net cash used in investing
activities of approximately $1.5 million resulted principally from amounts
invested in expansion activities and capital expenditures related to
purchase of certain durable medical equipment and real estate. Net cash
of approximately $268,000 was used in financing activities of by reducing
the outstanding balance on the revolving credit facility
Health Care Reform
- ------------------
The health care industry is experienced extensive and dynamic change. In
addition to economic forces and regulatory influences, continuing political
debate is subjecting the health care industry to significant reform. Health
care reform proposals have been formulated by the current federal government
administration, members of Congress, and, periodically, state legislators.
Government officials can be expected to continue to review and assess
alternative health care delivery systems and payment methodologies. Changes in
the law or new interpretations of existing laws may have a dramatic effect on
the definition of permissible or impermissible activities, the relative cost
of doing business, and the methods and amounts of payments for medical care by
both governmental and other payors. Legislative changes to "balance the
budget" and slow the annual rate of growth of Medicare and Medicaid are
expected. Such changes may impact reimbursement for home health care. There
can be no assurance that future legislation or regulatory changes will not
have a material adverse effect on the future operations of the Company.
Impact of Inflation
- -------------------
Management does not believe that inflation has had a material effect on income
during the past several years.
<PAGE>
Commission File No. 1-9848
Part II - Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 11 (attached)
Exhibit 27 (attached)
(b) No reports on Form 8-K have been filed during the quarter ended
June 30, 1997
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
EXHIBIT 11
<TABLE>
Three Months Ended June 30,
1997 1996
----------- -------------
<S> <C> <C>
PRIMARY
- -------
Net income for primary income per common share
Weighted average outstanding shares during the period 3,119,413 3,119,413
Add- common equivalent shares representing shares
issuable upon exercise of dilutive options and warrants 24,532 39,909
Weighted average number of shares used in calculation of --------- ----------
Primary earnings per share 3,143,945 3,159,322
PER SHARE
Net income from continuing operations $ 0.09 $ 0.12
FULLY DILUTED
- -------------
Net income for fully diluted income per common share $ 292,569 $ 368,602
Weighted average number of shares used in calculation of
Primary earnings per share 3,143,945 3,159,322
Add- incremental shares representing shares issuable
upon exerciseof dilutive options and warrants based
plus shares issuable on convertible debt 26,924 2,870
Weighted average number of shares used in calculation of ---------- ----------
fully diluted earnings per share 3,170,869 3,162,192
PER SHARE
Fully diluted earnings per common share $ 0.09 $ 0.12
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
of the undersigned thereunto duly authorized.
Date: August 14, 1997
CARETENDERS HEALTH CORP.
BY /s/ William B. Yarmuth
William B. Yarmuth,
Chairman of the Board, President
and Chief Executive Officer
BY /s/ C. Steven Guenthner
C. Steven Guenthner,
Senior Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-END> JUN-30-1997
<CASH> 751
<SECURITIES> 0
<RECEIVABLES> 23,100
<ALLOWANCES> (3,289)
<INVENTORY> 0
<CURRENT-ASSETS> 3,513
<PP&E> 15,613
<DEPRECIATION> (9,796)
<TOTAL-ASSETS> 38,850
<CURRENT-LIABILITIES> 7,512
<BONDS> 0
<COMMON> 20,956
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 38,850
<SALES> 21,521
<TOTAL-REVENUES> 21,521
<CGS> 17,687
<TOTAL-COSTS> 17,687
<OTHER-EXPENSES> 2,478
<LOSS-PROVISION> 620
<INTEREST-EXPENSE> 239
<INCOME-PRETAX> 498
<INCOME-TAX> 205
<INCOME-CONTINUING> 293
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 293
<EPS-PRIMARY> 0.09
<EPS-DILUTED> 0.09
</TABLE>
